Notification regarding unquoted securities – Appendix 3G

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Announcement Summary
Entity name
DOWNER EDI LIMITED
Date of this announcement
Friday September 30, 2022
The +securities the subject of this notification are:
Total number of +securities to be issued/transferred
ASX +security
codeSecurity description
Total number of
+securities to be
issued/transferredIssue date
DOWACPERFORMANCE RIGHTS1,382,90327/09/2022
Refer to next page for full details of the announcement
+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
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Equity Securities
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Part 1 - Entity and announcement details
1.1 Name of entity
DOWNER EDI LIMITED
We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.
1.2 Registered number type
ABN
Registration number
97003872848
1.3 ASX issuer code
DOW
1.4 The announcement is
1.5 Date of this announcement
30/9/2022
New announcement

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
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Part 2 - Issue details
2.1 The +securities the subject of this notification are:
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and
which:
has an existing ASX security code ("existing class")
+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
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Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to
ASX in an Appendix 3B
ASX +security code and description
DOWAC : PERFORMANCE RIGHTS
Date the +securities the subject of this notification were issued
27/9/2022
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Provide details of the KMP or +associates being issued +securities.
Name of KMPName of registered holderNumber of +securities
Grant FennSame
374,714
Michael FergusonSame
93,679
Peter TompkinsSame
93,679
Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme
or a summary of the terms
The scheme grants performance rights to participants, each representing a right to one ordinary share, comprising of
three equal tranches:
- a relative TSR performance hurdle for the three years to 30 June 2024;
- a compound annual EPS growth rate performance hurdle for the three years to 30 June 2024; and
- a scorecard performance hurdle for the three years to 30 June 2024.
A continued employment condition to 30 June 2025 applies to each tranche.
Any other information the entity wishes to provide about the +securities the subject of this notification
Yes
Yes

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
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Equity Securities
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Issue details
Number of +securities
1,382,903

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Equity Securities
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Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of
the entity will comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one
application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +Securities (Total number of each +class of +securities quoted)
ASX +security code and description
Total number of
+securities on issue
DOW : ORDINARY FULLY PAID675,425,623
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)
ASX +security code and description
Total number of
+securities on issue
DOWAB : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES4,999,967
DOWAC : PERFORMANCE RIGHTS3,968,773

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
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Equity Securities
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Part 5 - Other Listing Rule requirements
5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue
did not need any security holder approval under Listing Rule 7.1?
5.1a Select the number of the applicable exception in Listing Rule 7.2
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Yes